Tharimmune Inc SEC Filings

Tharimmune (THAR) reported insider activity on a Form 4. A company director reported acquiring 90,000 stock options on 11/03/2025 at an exercise price of $3.075 per share. The options are first exercisable on 11/03/2025 and expire on 11/03/2035.

Following the transaction, the filing lists 190,000 derivative securities beneficially owned. The ownership is marked as Indirect (I), with a footnote referencing relationships among Gravitas Capital LP, Gravitas Capital Partners LLC, and Vincent S. LoPriore. This filing records the insider’s equity-linked position and timing terms.

Tharimmune (THAR) director Clay Kahler filed a Form 4 reporting a stock option grant. On 11/03/2025, he was awarded 17,500 stock options with a $3.075 exercise price, exercisable on 11/03/2025 and expiring on 11/03/2035.

Following the transaction, Kahler beneficially owned 67,500 derivative securities, held directly. The filing reflects routine equity compensation for a board member.

Tharimmune (THAR) CEO and director Sireesh Appajosyula reported a stock option grant for 20,000 shares at an exercise price of $3.075 on 11/03/2025.

The options are exercisable on 11/03/2025 and expire on 11/03/2035. Following the grant, the filing lists 225,962 derivative securities beneficially owned, held direct. No non‑derivative transactions were reported in Table I.

Tharimmune, Inc. announced private financing arrangements with accredited investors. The company entered into securities purchase agreements for a cash private placement of common stock at $3.075 per share and/or pre-funded warrants priced at $3.075 less $0.0001 per pre-funded warrant. A separate cryptocurrency private placement will issue pre-funded warrants at the same economic terms.

Contemporaneously, Tharimmune will issue Strategic Advisor Warrants equal to 5.00% of the aggregate number of shares sold in the offering on a fully diluted basis, with a nominal exercise price of $0.001. Purchasers agreed to lock up applicable common shares and pre-funded warrant shares until a resale registration statement is declared effective. The company also furnished an investor presentation as Exhibit 99.1.

Tharimmune entered securities purchase agreements for private placements of common stock and pre-funded warrants. Cash purchasers will buy shares at $3.075 per share and/or pre-funded warrants priced at $3.075 less $0.0001 per warrant, payable in U.S. dollars. A separate group will purchase pre-funded warrants using Canton Coin (CC) at the same price; these crypto-funded warrants are exercisable only after shareholder approval.

Cash pre-funded warrants are immediately exercisable at $0.0001 per share, subject to beneficial ownership limits. The company expects closing on or about November 6, 2025, and will use up to $6 million of existing cash plus $6 million from closing for historical operations, with the balance for expenses and to acquire CC and implement a CC treasury strategy. Tharimmune will file a resale registration within 30 days of closing; lock-ups release in thirds on the registration effective date, +90 days, and +180 days. If shareholder approval is not obtained by May 13, 2026, CC contributed for the crypto warrants will be returned and those warrants will terminate. Strategic advisors will receive warrants equal to 5% of the fully diluted shares sold in the offering, exercisable at $0.001 after registration effectiveness or shareholder approval.

Tharimmune, Inc. filed a resale registration for 326,750 shares of common stock to be offered from time to time by the selling stockholder. The shares are issuable upon exercise of placement agent and series warrants tied to prior private placements in June 2024, December 2024, June 2025, and July 2025.

Tharimmune is not selling any shares in this prospectus and will not receive proceeds from the selling stockholder’s sales. The company would receive cash only if the warrants are exercised for cash. The filing states beneficial ownership limits of 4.99% or 9.99%, as applicable, on exercises. The stock trades on Nasdaq as “THAR”; the last reported sale price was $3.16 per share on October 15, 2025. As of October 15, 2025, shares outstanding were 7,608,939.

Tharimmune is a clinical-stage biotech advancing TH104 and other immunology and IO programs, and qualifies as an emerging growth company and smaller reporting company.

Tharimmune, Inc. filed a Form S-8 registering 1,207,398 additional shares of common stock for issuance under its Amended and Restated 2023 Omnibus Equity Incentive Plan.

The filing relies on General Instruction E to add to previously registered plan shares and incorporates prior S-8s by reference, while updating Items 3 and 8. It outlines standard Delaware DGCL-based indemnification, notes existing indemnification agreements and D&O insurance, and includes exhibits such as the legal opinion, auditor consent, and the filing fee table.

Tharimmune, Inc. (THAR) filed a Form 8-K disclosing a corporate governance update. The filing includes a Certificate of Amendment to the Certificate of Incorporation, dated October 10, 2025, furnished as Exhibit 3.1.

The excerpt does not specify the substance of the amendment, and there are no financial results, transactions, or guidance changes disclosed here. The document is signed by Chief Executive Officer Sireesh Appajosyula. Without the amendment’s details, potential effects on shareholders—such as changes to share structure or corporate provisions—are not determinable from this text.